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    PATTON BOGGS LLP

2001 ROSS AVENUE, SUITE 3000

DALLAS, TEXAS 75201

214-758-1550

October 12, 2005

VIA EDGAR

Securities and Exchange Commission

Judiciary Plaza

450 Fifth Street, N.W.

Washington, D.C. 20549

    Attn:

    John Reynolds

Assistant Director

Division of Corporation Finance

    Re:

    JK Acquisition Corp.

Amendment No. 5 to Registration Statement on Form S-1

Registration Statement No. 333-125211

Dear Mr. Reynolds:

     JK Acquisition Corp. (the “Company”) has previously filed with the Commission our responses to
your letter dated August 1, 2005 (the “Comment Letter”) in connection with Amendment No. 3 to the
above referenced Registration Statement (the “Registration Statement”). The numbered paragraph
below corresponds to the numbered comment set forth in the Comment Letter. We have also previously
filed with the Commission Amendment No. 5 to the Registration Statement on September 23, 2005, and
consequently need to amend our prior response to your comment No. 1 in the Comment Letter. Within
our amended and restated response, page references are to the pages in the Prospectus included in
the Registration Statement filed with the Commission on September 23, 2005.

Prospectus Cover Page

    1.

    We note that you will seek listing on the American Stock Exchange. Please advise us of the
basis for the noted disclosure. Advise us of the standard you seek to list under and how you
satisfy the criteria under such standard.

    RESPONSE: We applied for listing on the American Stock Exchange, Inc. (“AMEX”) under Initial
Listing Standard 3 as set forth in Section 101(c) of the AMEX Company Guide. With respect
to the American Stock Exchange’s Initial Listing Standard 3 (see Part I, Section 101(c) of
the AMEX Company Guide), the Company shall satisfy the following criteria to meet such
listing standard’s requirements:

     (1) Size—Stockholders’ Equity of at least $4,000,000. As noted on pages 7 and
23 of the Prospectus, after giving effect to the sale of the Units in the Offering, the
Company shall have approximately $45.6 million of Stockholders’ Equity.

     (2) Total Value of Market Capitalization—$50,000,000. As noted in the
Capitalization table on page 23 of the Prospectus, after giving effect to the sale of the
Units in the Offering, the Company’s market capitalization shall exceed $56.5 million.

     (3) Aggregate Market Value of Publicly Held Shares—$15,000,000. After giving
effect to the sale of the Units in the Offering, the aggregate market value of the publicly
held shares of the Company shall exceed $69.0 million (based on 11,500,000 Units being
registered and sold at $6.00 per Unit).

     (4) Distribution (see Section 102(a) of the AMEX Company Guide) — After giving
effect to the sale of the Units, the Company expects it shall have publicly distributed (i)
a minimum of 500,000 Units to at least 800 public shareholders or (ii) a minimum of
1,000,000 Units to at least 400 public shareholders.

     The Company appreciates the Staff’s comments with respect to the Registration Statement. If
you have any questions with respect to this letter, please contact the undersigned at (214)
758-1515.

    Very truly yours,

PATTON BOGGS LLP

    By:
    /s/  Fred S. Stovall

    cc:

    James P. Wilson

Keith D. Spickelmier

Elizabeth R. Hughes

Christopher A. Freeman